Shareholders of Berkshire Hathaway Inc. of Omaha and Burlington Northern Santa Fe Corp. of Fort Worth, Texas, will hold special meetings that will decide whether Berkshire ends up owning the railroad company.

No one expects serious opposition, but each meeting has its complexities.

Berkshire's $100-per-share offer, worth about $26 billion total, is approximately one-third more than the price of BNSF stock at the time of the offer. Berkshire already owns 22.6 percent of the railroad company's stock and wants to acquire the rest.

Warren Buffett, chairman and CEO of Berkshire, called the purchase “an all-in wager on the economic future of the United States.”

Matthew K. Rose, chairman, president and CEO of BNSF, said the sale would “contribute to America's growth and prosperity.”

Berkshire shareholders will meet at 9:15 a.m. Wednesday at the Holland Performing Arts Center in downtown Omaha. BNSF will hold its meeting at 9 a.m. Feb. 11 in Fort Worth.

Following are explanations of what is at stake and what is expected to happen:

Berkshire HathawayWill this be like the annual shareholders meeting?

Not at all. Held in the Holland Center's 2,000-seat auditorium, it will attract a much smaller crowd than the 35,000 who jammed last May's meeting at the Qwest Center Omaha. Instead of spending hours answering shareholders' questions, Buffett is likely to answer some questions but will go through the agenda quickly.

Has Berkshire held special meetings before?

Yes. The latest was in 1998 at the Orpheum Theater, when shareholders voted on the $16 billion purchase of General Reinsurance. About 500 people attended. Buffett answered questions for about 40 minutes before the meeting ended with shareholder approval of the General Re purchase.

What will shareholders vote on this time?

Whether to split each Class B share into 50 new shares and to change Berkshire's articles of incorporation to allow the split, and to get rid of the requirement of issuing paper Class B stock certificates. Shareholders won't vote on the BNSF acquisition directly. Although it's virtually assured that Berkshire shareholders will approve the split, the BNSF purchase could take place without splitting the Class B shares.

Approval of the split requires a majority of Class A shareholders, a majority of Class B shareholders and a majority of the combined A and B votes....MUCH MORE

*The World-Herald's live-blogging of the '09 annual meeting was a tour-de-force of the medium, just awesome.